tw telecom tenders, seeks consents for $430 million 8% notes due 2018

By Susanna Moon

Chicago, Aug. 12 - tw telecom inc. said subsidiary tw telecom holdings inc. began a cash tender offer for its $430 million outstanding 8% senior notes due 2018.

The company is also soliciting consents to amend the notes to eliminate substantially all of the restrictive covenants and events of default, according to a press release.

The total purchase price will be $1,077.79 for each $1,000 principal amount of notes tendered by 5 p.m. ET on Aug. 23, the consent date. The total amount includes a consent payment of $30.00 per $1,000 principal amount.

Holders who tender their notes after the consent date will receive $1,047.79 per $1,000 of notes.

The tender offer will end at 11:59 p.m. ET on Sept. 9.

The company also will pay accrued interest to but excluding the payment date, which is expected to be Aug. 26 for early tendered notes.

Tendered notes may be withdrawn by the consent date.

Holders may not tender their notes without delivering their consents or deliver their consents without tendering their notes.

The proposed amendments require the approval of a majority of the outstanding notes. If approved, however, the proposed amendments will not become operative until the consent payment has been made.

The tender offer is conditioned on receipt of the required consents to the proposed amendments and completion of a new debt financing with proceeds of at least $430 million by the early settlement date.

The company planned to price $800 million of senior notes in two tranches on Monday, as reported by Prospect News.

If any notes remain outstanding after completion of the tender offer, the company said it reserves the right to purchase some or all of notes from time to time through open-market purchases, privately negotiated transactions, tender offers, exchange offers, optional redemption transactions or otherwise. The company also may redeem the outstanding notes under the terms of the notes, the release noted.

Credit Suisse Securities (USA) LLC (liability management group, 800 820-1653 or collect 212 325-5912) and Morgan Stanley & Co. LLC are the dealer managers and solicitation agents. RBC Capital Markets, LLC and SunTrust Robinson Humphrey, Inc. are the co-managers.

Global Bondholder Services Corp. (866 470-3800 and collect 212 430-3774) is the information agent.

The company is a Littleton, Colo.-based provider of managed data, internet and voice networking solutions to businesses and large organizations.

© 2015 Prospect News.
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